The long-awaited Law on the Amendments to Certain Legislations
for the Enhancement of the Investment Environment numbered 6728
(the "LEIE") was enacted on 15 July 2016, and has entered
into force on 9 August 2016 pursuant to its announcement in the
The LEIE has introduced significant changes to the provisions of
several laws, including the Turkish Commercial Code, the Execution
and Bankruptcy Law, the Law on Cheques and several tax laws. This
article will focus on the major amendments brought to the Law on
Stamp Duty numbered 488 (the "LSD") by the LEIE.
Prior to the enactment of the LEIE, each executed original copy
of a document was individually held subject to stamp duty either
for a fixed fee or at a rate of %0,948 calculated over the highest
monetary value stipulated in the document. This was heavily
criticised by companies, especially where execution of agreements
with high monetary values were involved. As per the LEIE, each
executed original copy shall no longer be subject to stamp duty;
instead it shall be payable in respect of only one copy no matter
in how many originals the document is executed.
The LEIE has also ceased the accrual of separate stamp duty for
each guarantee and/or surety in one document. Therefore, as of 9
August 2016, stamp duty shall be deemed to have accrued for only
one guarantee/surety even if the document contain several
guarantees/sureties. It should be noted that stamp duty for each
type of undertaking shall be levied separately. In this regard, if
a document contains three sureties and three guarantees, parties to
the said document will be liable for the payment of stamp duty for
the principal contract, one of the sureties and one of the
Furthermore, contractual penalty clauses (e.g. deposits,
forfeitures, pay deductions etc.) shall no longer levy stamp duty,
provided that such penalty clause does not constitute an
independent agreement itself. In other words, unless a penalty
clause is executed as a separate agreement or is considered to be a
separate agreement despite being incorporated into the principal
agreement, it will not give rise to a further stamp duty
Another important amendment brought by the LEIE is with respect
to the application of stamp duty on contracts modifying the
transaction amount of the principal contract. If an agreement has
been subjected to stamp duty for the maximum amount stipulated
under the LSD, which is currently TRY 1.797.117.30, merely
increasing the monetary value will no longer give rise to
additional stamp duty. It should be noted that any other amendment
to the provisions of the agreement other than its monetary value is
not included in the scope of this clause and may be subject to
additional stamp duty.
The LEIE has also brought several significant stamp duty
exemptions as well. Some noteworthy exemptions are as follows;
share transfer documents of joint stock companies, funds,
limited partnerships divided into shares and limited liability
companies are no longer subject to stamp duty,
documents regarding the transfer of loans provided by banks,
foreign credit institutions and international authorities and the
transfer of receivables arising from the same shall be exempted
from stamp duty,
documents concerning the transfer of loans provided by finance
companies are no longer subject to stamp duty,
documents issued with regard to the building, refurbishment and
conversion of, and maintenance and repair services provided to
vessels, yachts and other marine vehicles of any nature within a
Turkish shipyard is also exempted from stamp duty.
It should be noted that the aforesaid exemptions will only be
applicable to documents that are executed after 9th August 2016 or
where stamp duty is deemed to have accrued after this date.
The Turkish government has amended several rigid provisions of
the Turkish LSD, hoping to foster the Turkish economy that has been
gradually slowing down for the last several years due to the global
economic crisis. The aforementioned amendments to the stamp duty
provisions are likely to encourage both domestic and foreign
investors and boost the Turkish economy.
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.
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